2 broke girls: And The Hot Summer Afternoon
by ThoughtsRoam
Summary: A heat wave has hit New York. Max and Caroline try to beat the heat. Maxoline
1. Part 1

2 broke girls: And The Hot Summer Afternoon. Part 1

(A/N: Here's that other part I promised! Hope you like it! It's hotter than the other one (forgive the pun))

Caroline sighed as she wiped the sweat off her forehead with a handmade sweat rag that Max gave her. It was ninety degrees outside and humid. Caroline was sitting on the couch, wearing shorts and a tank top, not bothering herself with a bra as she wasn't going anywhere. Her golden hair wafted by the fans pointed in her direction. The top clinging to her from the sweat she made. Overall Caroline felt like she was melting.

She heard the click of the door as Max walked in. Even in this unbearable heat, Max had managed to still keep her composure. Without really trying Max had looked great. She wore a simple blue dress that accentuated her curves that Caroline quickly traced with her eyes. As per usual the top three buttons of her dress were undone, revealing the top of the two things Max could always count on.

Her chest was slick with sweat beads. She had on her usual boots, the soft click of them on the hardwood floor was a sound that Caroline was all too familiar with. Her hair was in the same style that it always was in. Her pitch black hair rolled free down to shoulders, though some of it was stuck to her neck with sweat. As Max walked in, Caroline saw that between the full wine red lips; that she envied, was a green popsicle.

It put a plethora of dirty images through her mind that she had to shake out.

"Oh, did you get me anything?" She asked trying to distract herself. Slowly pulling out the Popsicle out, giving more mental images on her head

"Sure did blondie." She said in a risqué tone. She made her way over to Caroline, swaying her hips as she did. She sat across Caroline's lap. The feel of Max's skin sticking to hers made her feel uneasy.

"What're you-" her question interrupted by Max pressing the Popsicle against her lips. Before she could protest Max had said.

"Relax; we share everything already don't we? What's a Popsicle and a little saliva between friends, amirite?" She offered while tracing Caroline's lips with the icy treat. As she opened her mouth to speak, Max slid the Popsicle into her mouth. The taste of the cheap lime now coated Caroline's tongue as well as Max's saliva. The mixture of the two in her mouth was a sensual experience for her that left her mind going in a thousand different directions.

Max pulled the Popsicle out; Caroline's mouth in an "O" craved more of it.

"Good isn't it? I know how much you like lime." Max said while repositioning herself to sit on Caroline while facing her. She waved the Popsicle in front Caroline's face. She tipped the now melting Popsicle over Caroline's chest. A piece of it fell onto her collarbone. The icy treat gave her goose bumps and made her gasp at contact.

"Oops, how clumsy of me. Here I'll get it." She cooed. She leaned forward and started to lick the mess. Her tongue was wide and warm on Caroline's skin. The nimble muscle of her roommate licked around in a circular motion where the Popsicle fell. Caroline moaned throughout the cleanup, her hands found their way to Max's waist. Max sat up, her job complete. She licked her full lips in a slow, seductive motion.

"I've seen the way you've been looking at me lately; I'm not as dumb as I look sweetie." She said as she dripped more of the Popsicle on her.

"It's okay, though" she started licking her chest again.

"It's the same way I've been looking at you." She said between licks. She thoroughly cleaned Caroline's chest of the sticky lime Popsicle juice. A piece of it fell into her cleavage, and Max's tongue followed. She slowly circumnavigated her way around the small mounds that Caroline called her breasts. With Max's tongue bathing her, all Caroline could do is moan louder and louder. Her calls of ecstasy were heard throughout their tiny apartment.

"Shhhh" Max purred at her.

"Don't want Sophie to come down here, do we?" Max asked her. She raised her tank top and started to rub the Popsicle along the outlines of her abdominal muscles, making the hair on the back of her neck stand up.

"Although, we do want you to come down here" she said getting on her knees in front of her. Before she could ask what she meant, Max put the remainder of the Popsicle in her mouth. She opened her legs, leaned forward and continued her work on Caroline's abs. While tracing the sticky juice on her stomach, Max started to pull down Caroline's shorts. Caroline moaned through the Popsicle in her mouth, licking up the taste that Max's mouth had left.

Soon Max had cleaned up her stomach and had pulled down her shorts to her ankles. She softly kissed her way down, past her belly button, lower and lower to her prize. Caroline grabbed a handful of the onyx locks and moaned deeply as Max's tongue started exploring the deeper areas of Caroline's groin. Her body writhed in pleasure, tugging Max's hair with greater force, this only further the intensity that Max's tongue lapped.

"OH GOD!" She shouted. She took the now empty Popsicle stick out of her mouth and threw it aside. _Tell her!_ Her mind told her. Mustering all the sense she could get, she said a little loudly.

"MAX BLACK I LOVE YOU!" She yelled at her. Hearing this Max stopped her tongue exercise. She stood up and moved to sit back on Caroline's now exposed lap. Her was face close enough to feel Caroline's jagged breath on her lips.

"I love you Caroline Channing" she draped her arms around her and pulled her closer. Their lips were about to collide in a sweet embrace.

Caroline gasped as she woke up alone in her bed. She coated in sweat, not all of it from the high temperature. She looked down to see both of her hands were plunged into her underwear and in herself. She searched the room quickly, seeing no sign of Max. _Oh thank she's not up yet_ she thought to herself. She exhumed her hands from her pants and quickly ran to the bathroom. She washed her hands and the sweat from her face.

She looked at herself in the stained mirror, questioning her behavior. She placed her forehead against the filthy glass. The cool surface and water on her face felt nice.

"Damn it" she scolded herself.

"That's the third time this week." She softly said to herself.

End part 1


	2. Part 2

2 broke girls: And The Hot Summer Afternoon. Part 2

It was a few days after Caroline's sexual (and not very realistic she'll admit) dream of Max. She was still feeling guilty about it. She sluggishly got ready for work, washing away the sweat all over her body.

"Oh God!" Rang out from Max in the living room. Caroline rushed in to see what her roommate was yelling about.

"What is it?!" She asked alarmed. Max was sitting on the couch with the laptop on her lap.

"It's supposed to be at least 93 degrees today!" She explained. Caroline let out a sigh of relief and annoyance.

"That's what you're yelling about?! I thought something was seriously wrong" Caroline scolded her friend. Max turning to face Caroline.

"Speaking of hot stuff, hubba hubba!" She gestured to all of Caroline. She had ran out of the bathroom in nothing but her underwear. Embarrassed; she rushed to cover herself. She wasn't sure why though, it wasn't like Max hadn't seen all of her already. But still she covered her now blushing body from Max. She shied away to put on her uniform while Max sat there chuckling, enjoying her day off.

Get it together girl she told herself as she got dressed. She splashed cold water on her face. She looked at herself in the questionably stained mirror so you had a couple of sexually charged dreams about Max. No big deal. Who hasn't?! I mean look at her, she's beautiful and- she burrowed her brows, cutting herself from finishing that sentence. and we're not going to think about how beautiful she is or about what you'd do to her- .

"Stop it!" She said aloud. Clasping her mouth afterwards.

"Stop what?" Max asked from the living room. Caroline stammering.

"Uhhh, I was talking to these two roaches that are fighting over a chip." As soon the words left her mouth she started to seriously question her lying skills. But Max seemed to buy it.

"Oh, we're talking to roaches now? Great, new friends!" Caroline didn't need to be in the room to know how hard she was grinning. She finished up and walked out to the living room. Now that she wasn't nearly naked, Caroline had a chance to really look at Max. Her outfit; black basketball shorts she no doubt stole from a past boyfriend, as they hung loose even though they were tied tight as they could be. A simple white tank top, which Caroline saw was not hiding a bra underneath. Her tank top, exposed the cleavage of the behemoths Max called her breasts. Max pulled back her hair in a ponytail to keep it from sticking to her. The sweat beads from her neck would pool between her breasts, before slipping down to her stomach joining the rest of her sweat. It wasn't her most graceful outfit, true. But still Caroline couldn't keep her eyes off her. She still looks beautiful without even trying. Max without looking up from her laptop said.

"You got something to say or you just gonna stare at my tits all days?" She was still deciding which cat video to watch on YouTube. Caroline almost gagged on her surprise, and was about to apologize profusely before she realized that Max was joking.

"What makes you think that I was looking at your boobs?" She asked to clear her suspicions. Max shrugged and said.

"Ehh, it's what I would be looking at." Still not sure what video to watch. Caroline internally sighed a breath of relief.

"Anyway," changing the subject.  
"Are you going to be at the window later or should I just come home?" Caroline said referring to the window that they sold cupcakes out of.

"It's a thousand degrees and you think people want cupcakes?" Max snidely remarked.

"Nah, just come home." She waved her hand at the blonde. Caroline took one last look over of Max and walked out the door, setting aside the sexual thoughts roaming her mind.

At around 2 the temperature rose to 100 degrees. With the ac not working, no one was coming in, so Han decided to let them go home early. Which gave Caroline mixed feelings. Sure, she was happy to leave early, but that meant that she be with Max and she wasn't sure if she was ready for that. She gathered her things and called Max.

"Max?" She asked as the phone was picked up.

"No it's Michael Jordan" Max answered snidely. Caroline chuckled.

"Well, Mr. Jordan" she decided to play along.

"Han gave us the rest of the day off, on account of the heat. So I'm on my way back." She said. Max, giving her best man voice.

"Alright girl, bring that white ass back here. I got a little surprise for you" Caroline could hear the smile in her voice.

"Ok see you in a little bit" she ended the call. Her cheeks were flush, whether from the heat or the conversation she wasn't sure. Max has a surprise for me? Almost immediately, a surge of images rushed through her head, trying to imagine what the surprise could be. Most of them depicted some kind of sexual activity. The more she pushed aside those thoughts the more of them that popped up, each one more, devious and, quite frankly, disturbingly vivid than the last. She rushed out the door to distract herself.  
After walking about a block her thoughts had to shifted back to the heat. The only other time she thought she was this hot was when she went to that island that her friend's dad owned. She wiped her forehead of the accumulated sweat. Her walk had slowed to a crawl. How do poor people survive in this heat? She found herself thinking. Oh yeah like this she realized. She looked across the street and saw a lady selling popsicles. Caroline's dream came back to mind and with it a tightness in her chest and butterflies in her stomach. She fought the temptation to check if she had green ones and speed walked home. She arrived at the door and hesitated. Her keys in her hands. She wondered what was waiting for her on the other side. And if she would like it. The blonde's head filling up with clashing thoughts that had her at a standstill. Come on Caroline, it's not Max really would be waiting for her naked on the couch right? …Right? She tried to convince herself. After what like an eternity, she worked up the nerve to open the door. She struggled to keep her breathing somewhere between in the lines of "creepy stalker" and "asthma troubles". She opened the door to see what the surprise was. Max sitting on the couch in a new tank top, probably since the old one was too sweaty, and where the coffee table was instead a kiddie pool filled with water, ice and had beer bottles floated throughout it with Max's feet in it. Max took a sip from the beer in her hand and turned to see Caroline at the door. She grinned widely.

"Surprise!" She yelled, flinging we arms and legs in the air, spilling a little bit of her beer. Caroline smiled at the warm greeting and surprise. She walked over and sat down.

"Wow Max, this is nice" Caroline said as she grabbed a empty bottle. She shot Max a look of slight contempt.

"Yea, sorry I kinda got an early start." She explained as she shrugged. She put her hand on Caroline's shoulder, to which she fought the urge to flinch from.

"Hey, go change out of those sweaty work clothes then you can relax." She was pushing her off the couch. Caroline gave in and stood up. She grabbed her casual clothes and went into the bathroom. She changed into her shorts and a simple white top. She stepped out of the bathroom with her high heels in her hand.

"See? Isn't that better than running out half naked?" Max snidely remarked, referencing earlier this morning. Caroline simply shook her head and accepted the beer that Max handed her. She placed her almost melting feet in the pool next to Max's. She audibly sighed as the coldness of the water washed over her. Goosebumps traveled up her legs. The ice cubes that carelessly floated around tickled her feet as they grazed by. The beer bottles reminded Caroline of the glaciers she use to see on her cruises. The thought of her now lost vast riches bought a twinge of sadness in the former heiress. Max, almost reading her mind, said

"Yea, I know that this isn't as good as an air conditioner or hell a real pool, but this is what you can get with five dollars from the store up the street." She took another sip of the cheap drink. Just hearing Max's voice had dispelled the negative thoughts bouncing around her head. Instead Max now ran through her thoughts. She became uncomfortably aware of how close they were. The exposed skin of their thighs touching and feet wafting together in the ice cold water.  
She realized she hadn't responded to Max's attempt to reassure her.

"Oh no, I mean sure those things would be great but, they wouldn't mean anything if you weren't there with me." She let a smile shine through at Max. She had absentmindedly placed her free hand on Max's thigh. She either didn't notice the contact or didn't mind. Max trying to sound more serious than she actually did.

"Oh, stop" shyness clearly in her voice. Caroline, however, pushed on.

"No, I'm serious Max." Her hand traveling further up Max's thigh, again the contact went unmentioned.

"I'd rather be poor with you forever than be rich by myself for one day." Caroline wanted to make that clear to her…and maybe herself. Max shied her head down, a hard blush came to her cheeks. Which elicited crimson to her own cheeks. Max out of nervous habit, moved her hair out her face. She fought to hide the sweet smile that was slipping through her icy persona.

"Wow, that means a lot to me, Caroline." Max turned to face her, discovering that Caroline was a lot closer than she thought. Caroline, in a dual task, fought the urge to look at Max's full lips that were painted wine red and try to figure out what was running through her mind. They stared at each other for, what felt like, a really long time. All the while two words rang in her head; kiss her, KISS HER! The simple instruction echoing in her head, becoming louder and seeming more sure that it was the right thing to do with each reverberation. Max, clearing her throat.

"Welp, enough feelings" back to her usual self.

"Let's just relax and hope the heat kills us" she raised her bottle in the air as a toast. Caroline, snapped out of her trance, followed her roommate's example. You idiot! She scolded herself. You missed your shot! They fell into a causal conversation about their day. Max telling Caroline about the creepy store owner, a dude who wore military clothes with an eye patch. Caroline told Max about the one customer they had today, a middle aged man who had on cowboy boots and booty shorts. Halfway through telling her about the man "accidentally" dropping the check and bending over to pick it up, Max leaned forward and picked up a piece of ice. The action, without meaning to, completely derailed Caroline's train of thought as it exposed Max's, quite obvious, cleavage. The sweat beads from her neck trailing down her large breasts making the rim of her top wet. Caroline found it nearly impossible not to stare. Max put the ice on her neck with a sigh of relief, leaning her head back. Max, realizing that she interrupted her,

"Oh I'm sorry princess, did you want some?" Offering the now dripping ice cube to her. Caroline, in spite of herself telling not to, grabbed Max's hand. She put the ice, and three of Max's fingers, in her mouth, sucking on it. Besides the indescribable taste of water, Caroline experienced the salty essence of Max on her tongue. While the mere thought of sweat disgusted Caroline, like with many things, she made an exception for Max. She closed her eyes in her somewhat animalistic urge, so she had no idea what face Max was making. The ice had already melted so Caroline really had just been sucking on Max's fingers, for what felt like an obscenely long time. When she, finally, realized this she immediately released her grip on Max's hand and let her fingers slide out of her mouth. Almost instantly, she missed the feel and taste of them. Caroline, ashamed of her actions; covered her mouth, ironically before she shot off a flurry of words.

"Oh my god oh my god oh my god" she repeated an unnecessary amount of times.

"Max, I'm so so so sorry, I don't know what came over me, I-I just," the rest of her "explanation" was a series of incoherent mumblings and cutoffs. She stopped her senseless babbling when she realized that Max hadn't responded. Her face, in fact, held a blank expression. Nevermore in her life had Caroline wished she could read minds, just to tell what Max was thinking. When she saw her start to open her mouth Caroline flinched expecting a severe berating. Again, she was shocked to not hear some backlash.

"That," Max finally said.

"Was a pretty ballsy move, princess" she said while bending over, picking up another ice cube with the same fingers that got licked. She placed the cube between her front teeth and managed to say,

"Think you can do it again?" She closed the gap between their faces, gently placing her much fuller lips on the blonde's before she could say anything. Max pushed the cube into Caroline's mouth. The cold cube slipped past her lips and teeth onto her tongue with just the hint of Max's own tongue. Caroline felt a knot in her chest, that she didn't know was there, untie in her chest as Max got more passionate with the kiss. She got on Caroline's lap to get a better angle, Max easing her more and more into their oral embrace, and now her body was facing hers.

Max seemed to overwhelm all her senses. The taste of cheap alcohol floods her mouth as Max mixes in her tongue into their kiss. Electricity sparked on her skin wherever Max's body met hers; her thighs touching hers, her hands on each side of Caroline's waist; feeling her exposed skin. The only sounds that Caroline heard, or cared to hear; was the distinct noises of lips on lips, their moaning as they grew hungrier for each other, the sounds as they breathed in and out each other's air. And though her eyes were closed, Caroline still visualized the beautiful goddess that was on her lap, kissing her.

They would kiss, break apart to breathe, and kiss again. Caroline felt an inexplicable euphoria from being with Max, as if her lips were a drug. Though to be fair, Max could've been smoking weed earlier. But it didn't explain the certain "rightness" she felt about it, like this was supposed to be. This is almost perfect, she thought to herself suddenly. She softly pushed Max back. I have to make this perfect, she reminded herself.

"What's wrong?" Max asked, looking disappointed that she couldn't continue exploring Caroline's mouth. Once Caroline opened her eyes and saw Max's face, she had to take a few moments to appreciate how beautiful she was and how her imagination failed to capture that. When she realized that she hadn't still hadn't say anything, she responded;

"No, nothing's wrong. It's just that I- before we go any further, I umm" she started getting tongue tied. Max gave her a perplexed look, prompting the former heiress to speak up.

"I just wanted to say that this is everything I wanted and more, and that I love you. I love you Max Black."  
Caroline managed to get out. Max's face changed from one of confusion to one of… well it was hard to tell. Before she lost her nerve, Caroline continued.

"I love you and not just the way you love my bathtub, well kinda like that actually, you make me incredibly happy and I just want to be with you and I-" Max kissed her before she could finish. It was different than the charged than the other ones, this was more…charged she would say. Max slowly pulled back and answered,

"I know you do," she started

"I'm not as dumb as I seem. I see the way you look at me, because it's the same way I look at you. I love you, Caroline Channing." Tears were starting to swell up in her eyes. Max already had a reputation for having trouble being open with her feelings, so Caroline appreciated her effort. Max put her hands on Caroline's face and pulled her in for another kiss. They started up their making out again, this time with more gusto.

"Max," she tried to say in between the kisses.

"You're the…most impor-…tant person…in the… world to me" she declared through Max's peppering of kisses. Max had, at some point, unclipped Caroline's bra and tossed it to the side.

"You talk too much" she said, giving one of her signature wicked grins. She pushed Caroline on to her back, laying on top of her, she started to show the heiress her years of experience sexual assertion by having her tongue dominate her mouth. Caroline laid back, and let her roommate's tongue take over her mouth. Her hands started to travel of their accord all over Max's back. Gently touching the most sensitive parts of Max, as if they were hardwired in Caroline's D.N.A., like they were made for each other. Normally Caroline wouldn't even think of something so ridiculous, but the way Max was deftly exploring Caroline's mouth, maybe she could believe it in their case. Max lifted Caroline's shirt and started to pepper her chest with kisses. Caroline tried to contain her moans, since she didn't need her neighbors asking questions; especially Sophie, which was really hard to do when Max seemed to know all her most sensitive spots. While Max started to trace Caroline's abs with her tongue, like in the dream she thought to herself, she returned the favor by sliding her hands down into Max's shorts. She moved her hands all over the smooth cheeks to discover a pleasant surprise.

"Max, you dog, you're not wearing any underwear." She said; shocked by the fact itself and shocked how sexy she found it to be.

"You expect me to wear drawers when it's a trillion degrees outside?" She said from in between Caroline's breasts.

"And so hot inside?" She purred in a seductive tone that made Caroline want to melt. There was something so sexy that Caroline found about looking at Max between her breasts.

Even though it was a hundred degrees outside, Caroline didn't seem to notice Max's body heat on her. They should've been sweltering, but they ignored the heat for each other.

Max grabbed another ice cube and placed it on Caroline's flat stomach. She started to push it around with her tongue while she, ever so slowly, zipped down her shorts. Caroline returned the favor by pulling down Max's short, exposing her butt to the world, or at least to anyone who would walk through the door. Max was kissing down Caroline's stomach, lower and lower to her prize, stopping to kiss her inner thigh up and down. Caroline bit her lip to contain herself but she let a moan out to let Max know how well she was doing. To contain herself more, she elected to squeeze Max's butt with both hands, her nails digging into the soft flesh, eliciting a gasp from Max.

"Ooh, getting feisty are we?" She cooed. The tip of her tongue teasing Caroline's entrance, lightly grazing over it, enough to stimulate her but not enough to actually bring her pleasure.

"HEY MAX, CAROLINE!" Suddenly they heard from outside their apartment. Sophie was calling them from her apartment and was now moving to theirs. Both the two broke girls exchanged a look of absolute shock and panic. Without any words they started to fix themselves up, moving faster than they ever had. Max pulled up her shorts, and retrieved Caroline's bra from beside the kiddie pool. Caroline zipped back up her shorts and quickly put her bra on. The girls separated a reasonable amount just in time as Sophie burst through their door. Sophie was wearing a bikini, that revealed more of her than Caroline wished to see.

"Oh girls, my friend invited me to a pool party she's having, and I want to bring you girls along. Unless you'd rather splash around in there" she regarded the kiddie pool. They were already blushing from the embarrassment of almost being caught, now they felt silly.

"So let's go girls, get dressed, Oleg is waiting to take us!" She hopped out of their apartment. Both of them sighed a breath of relief, which made them both laugh. Max sneaked a kiss onto Caroline's cheek. And whispered in her ear,

"We'll finish this later" she in the surliest of tones, with the same wicked grin she always had. She started to walk to her room to change when she said

"By the way, you have something on your stomach" she chuckled as she entered her room. Caroline lifted her shirt to see what she was talking about. She smiled when she saw that Max had littered her abs with her wine red lipstick. A collage of the kiss marks tattooed her, a way of Max saying she was hers. She almost didn't want to wash them off, but since didn't have a one piece bikini (and didn't want to raise questions), she had no choice. Then again, Max could just replace them she thought to herself, drawing out a devilish smile.

"Hey are you girls ready yet?!" Sophie yelled out.

"Hold on!" Both the girls yelled back.

Part 2 End.


	3. Chapter 3

Chapter 3:

To say Caroline was uneasy was a vast understatement. Little over half an hour ago she had confessed her feelings for Max and they were getting hot and heavy on their couch before Sophie had interrupted them.

Now there they were, sitting in the back of Sophie's car on their way to a pool party. Sophie was talking to the girls and Oleg, who was in the passenger seat, but it was hard to listen when she was replaying what happened in her head, so Caroline just politely nodded from time to time to seem like she was listening.

It was especially hard to do that because whenever she worked up the nerve to steal a glance at Max, her recent spontaneous lover; would make a lewd gesture. In actuality the gestures weren't that lewd, but whenever she did look at her roommate; she'd find Max to be looking at her also. She wouldn't say anything, she would just open her mouth and slowly lick her lips. The simple action sent a torrent of images into Caroline's mind, making her blush brighter red than a strawberry.

She tried to keep her cool and respond to whatever it was that Sophie was saying. Trying her best to not to look at Max. It was going smoothly until she felt Max's soft hand on her thigh. The sudden touch made Caroline gasp as she turned to face Max. Max had turned to look out the window but her usual devilish style smirk was evident on her face. Max, still not facing Caroline, guided her hand up her bare thigh, her fingernails lightly scraping her skin.

They came to rest right where the fabric of Caroline's shorts met her skin. Max didn't need to look at Caroline to know that she was flustered. Max's fingers gently slid underneath the edge of the fabric, making Caroline visibly jump a little in her seat. Max pulled up the hem slightly, but then slid her hand down into Caroline's inner thigh. She barely contained her gasp as Max's hand hovered just over Caroline's crotch, the heat of Max's hand felt like a radiator near her.

Caroline's body was, once again, extremely sensitive to every little thing Max does.

'_Thank god, Sophie or Oleg isn't looking_,' Caroline thought to herself while she tried to control the volume of her breath intake as Max laid her hand right on Caroline's zipper. Caroline turned to face Max to see she was looking right at her. It was a little unsettling, Caroline found. Max had a voracious look in her eyes, as if it weren't for social convention of Sophie and Oleg being there; she'd take Caroline right there in the backseat.

Caroline felt that to be both arousing and terrifying. Arousing in the respect that such a novel thing could happen to her, terrifying in the thought that she might let it. While Sophie went on and on about the guests that were supposed to be there, Caroline and Max held each other's gaze. It might've been the ninety degree weather, but Caroline was awfully warm at the core of her being, even with the cranked A.C.

Time seemingly stopped as Max began to undo Caroline's zipper. Everything else was drowned out; the air conditioner, Sophie's rambling, even the sound of the car moving, all faded away. Every one of her senses were attuned to Max. She could see how Max's eyes quickly flicked down to where her hand was and flicked back up to Caroline's gaze. She could smell Max's shampoo mixed with another scent, which considering how close they were a while ago, was probably Caroline's perfume.

She could still taste the salt from Max's sweat on her tongue. She felt Max's hand shift as it grabbed the hook of her zipper. And Caroline swears that she can hear each of the teeth coming undone. The only other thing she could hear was her mental argument. In her most recent trend; Caroline was, once again, at qualms with what she should do next when it came to Max. She knew deep down that if Max completely undid her zipper, there wasn't a force on Earth that would keep them off each other.

Max was testing her; trying to see how far Caroline was willing to go. That much was certain. Max wanted to see if Caroline would meet her halfway, or if she had to push a little further. Caroline could see in Max's eyes that she willing to go full throttle, if Caroline was. Of course, she knew full well that she and Max shouldn't start having hot, passionate sex in the back of Sophie's car.

But _oh god_, did she want it. She wanted it bad, she wanted Max, and knowing Max wanted her made Caroline want her more. And knowing she shouldn't just made it even more desirable. Making it a mutual perpetual cycle of wanton lust for one another. Perhaps Caroline shouldn't paint it as such a poetic thing, since these urges bordered on animalistic, but the idea remained the same; they _thirsted _for each other.

Caroline was in a stalemate; she wanted to tell Max to stop, to listen to reason and not ravage her on this leather seat. She also wanted to demolish Max herself. Truly, being a civilized person could be a nuisance sometimes. Max was almost done zipping down Caroline's short shorts. While Caroline was at odds end on what to do; Max raised her other hand to her own mouth. She made a "v" with her fingers, sticking her tongue out, licking her fingers quite seductively.

'_Okay screw it!_' Caroline thought, that was all the convincing she needed. She and Max leaned closer together-

"OK GIRLS! WE'RE HERE!" Sophie shouted. Caroline was so focused on Max that she hadn't realized that they arrived. Max, with her usual wicked smile, climbed over Caroline (giving her time to zip herself up).

They had arrived at somebody's house, it was pretty big (Caroline had seen bigger though). Sounds of a party came from behind it. Music and splashing could be heard, a familiar symphony to Caroline's ears from many summer night parties. They walked to toward the pool

They entered the backyard to see various people in and around the pool, just in general having a good time. Caroline was positive Sophie explained whose house this was, but at the moment Caroline didn't really care. Her main concern was what was going to happen between her and Max. She was seriously considering having sex with Max some twenty seconds ago in the back of an occupied car. She wasn't sure how long she could last in a situation where she would see Max, in a bikini, with her breasts; soaking wet and-

_'STOP IT!' _she scolded herself. She found herself doing that quite a lot these past few days.

"Okay girls!" Sophie said while taking off her robe, revealing her bikini clad body to them.

"The changing areas are over there, see ya in a bit!" she put her stuff down by an empty beach chair. Oleg took off his mesh shirt, exposing his hairy Ukrainian chest to all.

Caroline went to the changing area. It was basically a tall tent, next to the wall of the house for support. She opened the flap, closed it behind her and began to undress. She took off her top and tied on her bikini. She absentmindedly started thinking about what Max might be doing. Before Caroline's mind could turn to dirtier intentions, the devil she be; Max, showed up. She closed the flap behind her and sauntered to her roommate.

Caroline was too absorbed in her thoughts to have noticed that Max was standing right behind her. It wasn't until Caroline had bent over to take off her shorts, when she bumped into Max that she turned around, shocked.

"Wow, backing up into me already, huh?" Max said, that all too familiar smile wide on her face. Max had her bathing suit on, how she got it on so fast was a mystery.

"I- um-..Well, see umm," Caroline stumbled around her words, she had gotten no better at talking to Max in the last hour. Before she could make a bigger fool of herself, Max had pressed her lips to Caroline's.

'_This is better,_' Caroline thought. Holding Max's head, she pulled her closer.

'_Better than me making an ass of myself_.' Max then parted from Caroline.

"Hmm, not so fast lover girl," holding a finger to Caroline's lips. Caroline was about to protest when Max said,

"We still gotta get you changed," while lowering herself down. Max grabbed Caroline's shorts, shimmying them down. Her underwear came down soon after, much to Max's delight. Caroline didn't dare protest. If she didn't get some now, she might snap and try to get some during the party. It was now or never.

Max was her on knees, she looked up to Caroline; probably looking for final confirmation. Caroline wordlessly gave it with a subtle nod of her head.

Max rose up and practically attacked her pussy. She thrust in her tongue, leaving no time to waste. They had both figured they had enough foreplay in the car and on the couch. No need to beat around the bush so to say. Max had started her feast. Caroline struggled to keep her moans of pleasure in, not an easy task considering the eagerness at which Max ate her out; her sapphic experience shining through.

The music started playing louder, some crappy techno song, indicating that the party was in full swing. Caroline lets her moans escape, unlikely anyone would hear them. This just spurred on Max, making her lick with greater intensity. She opened Caroline's legs wider, letting her get closer to her prize. She propped both of the long legs on her shoulders. She lifted Caroline up, sliding her hands to Caroline's ass for balance…and just to hold them.

Caroline gasped as she was lifted up. This, she wanted to protest, but Max grabbing her ass cheek turned any words she was about to say into a husky groan. She desperately grabbed at the walls to support herself before just grabbing Max's head once more. Whoever was deejaying the party was good, when one song ended the next song immediately began. If there had been even a short pause; everybody would hear Caroline moaning loudly.

Caroline had seemed to forget where she was, no longer holding in her calls of ecstasy. Max seemed determined to make Caroline orgasm as quickly as possible, (they did have a party to get to) or at the very least make her scream more. Max was insatiable, Caroline wondered how she was even breathing with the rate she was going at. It didn't help that Caroline had grabbed her hair and was pushing her head into her snatch more and more. She tugged Max's hair harder.

"Oh, you like it rough, princess?" Max asked, taking a brief break from her tongue exercises. Before Caroline could give any kind of actual response, Max went back to her feast. Her tongue licked all the right spots almost as if she had been there before. The music no longer registered to either of them. Caroline folded her legs around Max's head, leaned back and just enjoyed what was happening.

She grabbed her own breasts, slipped her hands under her bikini top and fondled her nipples. Max inserted her middle finger in, right where she was licking. If Caroline was looking to put Max in a leg headlock, she succeeded, with Max's finger in her she tightened her legs around Max's head. Not that Max seemed to mind, it put no delay on her work. She twisted her finger around and started sucking her clit.

A tsunami wave of pleasure torrented Caroline as her orgasm came over her. Max was there to enjoy it all. Caroline tried (and failed) to not buck her hips too much. She came dangerously close to falling over but Max's strong arms held her in place. Max let her down gently, supporting her buckling legs. She then slid up Caroline's bikini bottom for her, tying it also. She stood up and kissed Caroline.

"That oughta tide you over, right?" Max ended their kiss with a tug of Caroline's lips.

Caroline just nodded, still in the euphoria of her orgasm. Max wiped her face with the towel Caroline bought, and left the tent. Caroline looked out just in time to see Max look back at her, she slapped her own ass, winked and walked off laughing.

Caroline gulped hard.

The End


	4. Chapter 4

Epilogue

Overall it was a great party. The music was good, everybody was dancing, and the drinks were flowing. Not that Caroline noticed, her mind's entirety was focused on Max. They danced together. No one noticed that their grinding was a bit past the "just friends" level. No one said anything if they did.

They made sure that anything flirtatious they did was from away from the prying eyes of Sophie and Oleg. Preferring that rather a stranger see them. It wasn't that they didn't want them to know. But if they saw them doing something, then they probably say something that would ruin the mood. They had gone into the bathroom for another quickie.

It had to be real quick. Someone had started pounding on the door to get in. Just when it was getting good. Oleg, being surprisingly responsible by not drinking too much. Drove them home once the party was dying down. After another frustratingly long drive, they arrived home.

Sophie went off with Oleg back to his place. As soon as they drove off the two girls were at it. While they were making out, Caroline fished for her keys in her bag. She was determined not to break this lip lock. Not for something insignificant as getting inside their apartment. Fortune favored her boldness as she found the keys.

She was being pressed against the door by Max, she flipped her around to open the door. She kicked it close and they continued. Going hours without intimately touching each other made the kissing that much more intense. Sophie had decided to sit in the back with the girls in the way home, since she wanted to lean on somebody. The traffic also didn't help.

But they were back home, ready to finish what they started. Rather than the couch they went to the kiddie pool. Being in a hot room, the ice cubes had melted, and the water was room temperature. Max splashed down, moving the remaining beer bottles with her mass. The water displacement caused it to spill out over the rim and onto the floor. Not that Caroline could or would pay even the slightest bit of attention to that. She was on top of Max trying to undo the bikini top that she still had on. In a pool. That clearly was not meant to fit two full grown adults.

When she did manage it, her hands went instantly to the breasts she succeeded in freeing. She groped them. They were now slick with water. She felt goosebumps form under her hands as Caroline started to pinch Max's nipples. She tugged on the now erect nipples lightly, enough to hear Max moan into Caroline's mouth just a bit.

"Sex, three times in one day? Going for a new personal record, are we?" Max teased.

"Oh, shut up and kiss me," Caroline said back. Not waiting for a proper response she pressed her lips into Max's. They continued kissing as Caroline pinched Max's nipple with one hand. While the other pulled on her bikini bottom. Max returned the favor by undoing Caroline's bikini much faster than she did hers.

Max cupped the small breasts in her hands, massaging them softly. She steadily licking one and playing with the other. Caroline put her hair up in a ponytail while she was getting tit worshipped. It may have been because Max received it so often, or because she knows what a woman wants. Either way she was really good. Every guy Caroline was usually with gave her little more than a nipple pinch.

But this was proper way to please a woman's breasts. She didn't skimp on loving them both with her mouth. To be perfectly honest, it made Caroline feel like a queen, more than she ever did when she was rich. The moans she made however, were unbecoming of royalty. She held onto Max's shoulders as she threw her head back in ecstasy.

Max put her arms around Caroline's slender frame, becoming lost in her lust. Kissing her torso up and down. She pulled down her bottom bikini and started feeling up Caroline's smooth ass. Caroline dug her nails into Max's shoulder blades. The brunette squeezed her butt cheeks.

"EAT. ME. NOW." Each word slithered out, simply dripping with raw primal urge. She rose up as Max slinked down. Caroline used the couch that she normally would never lay her hands on, for support. Though she wanted to feast on her, Max thought that Caroline would appreciate a bit of romance.

She licked the soaking wet folds of Caroline's pussy, her tongue teasingly went up and down the sides. Caroline clenched her jaw as she groaned, wanting more, needing more. She grabbed the back of Max's head. Gripping handfuls of hair. She pulled Max closer to her snatch.

"I've had enough teasing for one night Max! GET TO IT ALREADY!"

"If you insist." Max simply said from between Caroline's thighs. She dived into Caroline's center. Her tongue went in deep. Her nails etched into Caroline's butt cheeks as she squeezed them harder.

"OOOOOOOOHH MY GOD! YES! YES YES YES YES YES!" Caroline screamed while her best friend tongue fucked her. She wasn't doing it fast like she did in the tent. They had time, all the time in the world. This time, it was just them. Not Oleg, no Sophie, no drunk guy desperate to get into the bathroom. No time limit. That didn't change Max's speed however. Who seemed determined to sprain her neck.

But to give her tongue some slack, she added her fingers into Caroline's pussy. Caroline let go of Max's hair to clutch the couch. Max hammered her fingers in and out, she twisted her tongue around. She left no part of her snatch untouched. Caroline felt like she couldn't breathe enough. The pleasure was intense, too intense. All she could do was say,

"OH SHIT! FUCK! YES FUCK ME, FUCK ME, FUCK ME!" the obscenities left her mouth loud and rapidly. She was nearing a violent orgasm. She could feel it building up. All she could do was scream and tighten her white knuckle grip on the couch.

"OH SHIIIIIIIIIIIIIIIIIIIIIIT!" She yelled as she got closer and closer to her orgasm. Just then she heard something ripping. She assumed she hearing was things. Orgasm brain can't be trusted. But Max heard it too. She halted her assault and looked to her right. Caroline looked over as well. There was a tear in the pool was getting larger by the second. They both looked back at each other.

The pool ripped apart. The two girls spilled out the side. They and the beer bottles soon littered the floor, along with gallons of water. Once it all settled, the two girls looked at each other. Max busted out laughing. Caroline just looked at her.

"You didn't tell me you were a squirter." She managed to say between her cackles. Caroline couldn't deny that was funny and started laughing too. They both laid there. Naked, wet, and laughing like lunatics. When the laughter died down. Caroline moved closer to Max. She looked her right in the eyes,

"I love you, Max."

"I love you too, Caroline." They shared a tender kiss. They then hugged each other. Not willing to get up off the floor. Not yet. They just laid there in the arms of the one they loved most.

The End


End file.
